The Incredible
Mr. Limpet

(aka Be Careful How You Wish)
(1964, U.S.) Technicolor 102 minutes
Warner Brothers Pictures
Story: Theodore Pratt (from his novel)
Story AdaptationL: Joe DiMona
Screenplay: Jameson Brewer, John C. Rose
Music: Frank Perkins
Cinematography: Harold Stine
Editing: Donald Tait
Production Design: Maurice Noble, Hawley Pratt
Art Direction: LeRoy Deane
Produced by John C. Rose
Directed by Arthur Lubin

With: Don Knotts (Henry Limpet), Carole Cook (Bessie Limpet), Jack Weston (George Stickel), Andrew Duggan (Harlock), Larry Keating (Adm. P.P. Spewter), Oscar Beregi Jr. (Nazi admiral), Charles Meredith (Fleet Admiral), Elizabeth MacRae (Ladyfish), Paul Frees (Crusty)

***

In 1964, former Mayberry deputy Don Knotts embarked on a solo film career, starring in the delightful comic fantasy, THE INCREDIBLE MR. LIMPET. Based upon Ted Pratt's novel, the story opens in the top-secret weapons deptartment of the Pentagon, in Washington, D.C. Admiral Harlock (Andrew Duggan) and Lt. George Stickle (Jack Weston) have been assigned to try and find Lt. Henry Limpet and have him work with The U.S. Navy on a project to teach dolphins to talk. The two naval officers go over the files on Limpet’s World War II military accomplishments, and soon reminisce about how their colleague first become involved in the war effort.

The scene shifts to Brooklyn, New York, in the fall of 1941. Henry Limpet (Don Knotts) is working for a steamship line as a bookkeeper. His job is not very important and his wife Bessie (Carole Cook) wants him to sign up for the navy. Despite all his efforts, the Navy doesn't want him, and his hobby of collecting and caring for fish is creating havoc at work and at home. While their friend George Stickle is visiting them the intake valve of Henry's fish tank creates a flood. Bessie has had enough of her husband's hobby. Henry is told to take the fish back to the pet shop, and poor Limpet reluctantly agrees.

The next day, the Limpets and George head out to Coney Island amusement park. Bessie and George are getting ready to eat a picnic lunch, but Henry is watching the fish swim off of the pier. He wishes that he could become a fish, like his fellow sea creatures. A splash is heard, and Henry falls into the briny. Fearful that her husband can't swim, Bessie goes for the cops and the lifeguard. While George jumps in and tries to save his friend, but Limpet doesn't drown -- he turns into a fish! But the joy of his wish coming true turns to horror at the thought of what will happen to his wife. George tries to find his friend, but all that he sees is a fish sporting Henry's eyeglasses. George doesn't know that the fish with glasses is Henry!

Unable to find him, the pair assumes that poor Henry is dead, and they leave in tears. Henry leaves New York and swims to the Florida coast. There he makes friends with a grouchy but kindly old hermit crab named Crusty (Paul Frees, best remembered as the voices of Captain Peachfuzz and Boris Badenov on “Rocky & His Friends”) and Ladyfish (Elizabeth MacCrae). Henry is glad that he has found such kindly creatures, but he soon finds out that the U.S. is at war with Germany, and realizes that he must do something to stop the Nazis from destroying the free world. Leaving Ladyfish in the care of Crusty, he heads for the Florida coast, where he helps Captain Harlock seek out and destroy a German U-boat. The Naval commander is suspicious of this unknown individual and warns him that if he doesn't give the recognition signal, he will set off depth charges and kill Limpet instantly.

Seeing that he will have to prove that he is an alive, and not an enemy agent, Limpet asks Harlock to find Machinist Mate Second Class George Stickle and have him meet with him. Working with his co-Admiral Perry Spewter (Larry Keating, in his last movie role) Harlock locates George and the pair sail out to the Florida coast, where the nervous seaman finds out that his friend is still alive he has become a fish. He also finds out that Henry wants to be assigned to Harlock's ship and aide him in stopping the U-boat threat. Admiral Spewter is not too thrilled at the idea of a talking fish working with his fleet, but seeing no other means of thwarting the Nazis, he assigns Limpet to Harlock's destroyer, on the proviso that Limpet's efforts remain top secret.

Henry successfully aides the US Navy in their hunt for U-boats, and eventually earns a Lt.'s commission and pay, which is sent to his wife, much to her annoyance. The Nazi fleet is angered at Limpet's efforts to thwart their plans for world conquest and they have their scientist create a series of bombs to seek out Henry via his Thrum sounds and destroy him. Within the next few days, a massive convoy is being prepared to invade Europe, and Henry will lead the Navy to their target.

Impressed with his accomplishments, Henry daydreams about his success and that it may make him a national hero. His reveries are disrupted when a stingray swoops over him and knocks Limpet's eyeglasses off his face. Unable to see, Henry loses the convoy and he goes to find Crusty for help. Willing to help his friend find the convoy, Crusty becomes Henry's second set of eyes, and the pair sail out to European waters. Unaware that the Nazis are armed with their Thrum-seeking bombs, they find the convoy, but the German U-boats locate Crusty and Henry and fire off their torpedoes.

Seeing that the only way to stop the U-boats is to send the explosives back to their source, Henry continues to make his Thrum sounds, and before you know it, the bombs return to the subs, and the entire German fleet is destroyed. Henry reaches the Hyrdophone system of Harlock's ship and calls for George. George is angry that Henry almost walked out on the convoy. He does forgive him for helping destroy the U-boats and tells his fellow officer that both he and Bessie will meet Henry at Coney Island following the final battle.

The war ends happily for the U.S., and Henry and Ladyfish bid Crusty a tearful farewell, as the young finney couple head for the Coney Island docks to meet with Bessie and George. Seeing that he will have to let her husband go, Bessie gives Henry his new pair of eyeglasses and bids him goodbye. George gives his fellow officer a last salute and Henry and Ladyfish head for the spawning grounds. The scene returns to the Pentagon's top secret weapons department, where Admiral Harlock and Lt. Stickle decide to try and locate Henry at the site where they first met. With Vice Admiral Spewter and the Navy scientist, they bestow on their colleague the new rank of Commodore, and together they begin their experiments with Henry's dolphin friends.

I first saw this film with my mother at the Castle Hill movie theater in the Bronx, New York, in the summer of 1964. I enjoyed the film and I've seen it many times since on TV. The film was not well received by the critics but it has since developed a loyal following via TV screenings, and has since become a cult classic. The film has also been released on DVD. I was also lucky enough to meet one of the film's cast members, Jack Weston, before he died. He told me that he enjoyed doing the film; said Weston, “I loved working with Don, Carole, Andy, Paul and Liz on Mr. Limpet. It's a fun family movie and I'm glad that a young man like yourself still enjoys the work that we did in the film.”

Kevin S. Butler

entire contents copyright © 2007 Kevin S. Butler, all rights reserved

Video/DVD availability: VHS/DVD (Warner Home Video)